Rithm Acquisition Corp.
Key Highlights
- Rithm Acquisition Corp. (RAC) is a Special Purpose Acquisition Company (SPAC) established to acquire and bring a private company public.
- During its first year (November 2024 - September 2025), RAC successfully listed on the NYSE with ticker symbols RAC, RAC.WS, and RAC.U.
- As of March 31, 2025, its publicly traded shares had a market value of approximately $236.6 million.
- By December 19, 2025, there were 23.66 million Class A and 5.75 million Class B ordinary shares outstanding.
- RAC operates as a "smaller reporting company" and "emerging growth company" under SEC regulations.
- The company's primary objective moving forward is to identify and complete a merger with a suitable private company.
Financial Analysis
Rithm Acquisition Corp. Annual Report - How They Did This Year
Hey there! Let's dive into Rithm Acquisition Corp.'s first annual report, covering their journey from November 21, 2024 (when they first started) through September 30, 2025.
What is Rithm Acquisition Corp. (RAC)?
First things first, it's important to understand what Rithm Acquisition Corp. actually is. They're what's known as a "Special Purpose Acquisition Company" or SPAC. Think of them as a company that's been set up with the sole purpose of finding and buying another private company to bring it public. For now, they're essentially a "shell company" – meaning they don't have any ongoing business operations or products of their own. Their main job is to find a good company to merge with!
Their First Year: Getting Started and Ready for Action
This report covers their very first year in existence, from their inception in November 2024. Here's a quick look at how they've been setting things up:
- Public Listing: Rithm Acquisition Corp. is listed on the New York Stock Exchange (NYSE). You can find their Class A ordinary shares under the ticker symbol RAC, their redeemable warrants (which give you the right to buy shares later) as RAC.WS, and their units (a combination of shares and warrants) as RAC.U.
- Market Size: As of March 31, 2025, the total market value of their publicly traded shares was around $236.6 million.
- Shares in Circulation: By December 19, 2025, there were about 23.66 million Class A ordinary shares and 5.75 million Class B ordinary shares issued and outstanding.
- Regulatory Status: The company is based in the Cayman Islands and is considered a "smaller reporting company" and an "emerging growth company" by the SEC. This means they have some simplified reporting rules compared to much larger, more established companies.
What Does "Performance" Mean for a SPAC?
Since Rithm Acquisition Corp. is a shell company, their "performance" in this first year isn't about sales, profits, or new products. Instead, it's about successfully getting listed, raising capital, and preparing to find a suitable company to acquire. Their main goal for this period was to get all their ducks in a row so they can eventually complete a merger.
What's Next?
The big focus for Rithm Acquisition Corp. is to identify and complete a merger with a private company. This is their entire business plan for the foreseeable future.
Key Takeaways
- Rithm Acquisition Corp. (RAC) is a Special Purpose Acquisition Company (SPAC) established to acquire and bring a private company public.
- During its first year (November 2024 - September 2025), RAC successfully listed on the NYSE with ticker symbols RAC, RAC.WS, and RAC.U.
- As of March 31, 2025, its publicly traded shares had a market value of approximately $236.6 million.
- By December 19, 2025, there were 23.66 million Class A and 5.75 million Class B ordinary shares outstanding.
- RAC operates as a "smaller reporting company" and "emerging growth company" under SEC regulations.
- The company's primary objective moving forward is to identify and complete a merger with a suitable private company.
Risk Factors
- As a Special Purpose Acquisition Company (SPAC), Rithm Acquisition Corp. is a shell company with no ongoing business operations, and its primary risk is the successful identification and completion of a merger with a private company.
Why This Matters
For Rithm Acquisition Corp. (RAC), a Special Purpose Acquisition Company (SPAC), this inaugural 10-K filing isn't about reporting traditional business performance; it's about establishing its foundation. This report confirms RAC's successful public listing on the NYSE, detailing its initial capital structure, including a market value of approximately $236.6 million and the number of Class A and Class B shares outstanding. For investors, this document signifies that RAC has successfully completed the initial phase of its lifecycle – raising capital and becoming a publicly traded shell company ready for its primary mission.
The practical implication for investors is that their investment in RAC is, at this stage, a bet on the management team's ability to identify and execute a compelling merger with a private company. Unlike traditional operating companies, RAC has no revenue or products of its own. Therefore, the value of RAC shares and warrants is primarily driven by market sentiment regarding the likelihood and potential quality of a future acquisition target. This 10-K provides the necessary transparency on the vehicle itself, giving investors the baseline financial and structural details before the real action begins.
Furthermore, RAC's status as a "smaller reporting company" and "emerging growth company" means it benefits from certain regulatory exemptions, potentially leading to less extensive disclosures compared to larger, more established firms. While this can streamline operations for the company, investors should be aware that the level of detail provided in future filings might be less comprehensive than what they'd expect from a mature public company, requiring a closer look at available information.
What Usually Happens Next
Following this foundational 10-K, the singular focus for Rithm Acquisition Corp. will be the identification and execution of a business combination. Investors should anticipate news regarding potential acquisition targets. This process typically involves extensive due diligence by RAC's management team to find a suitable private company that aligns with their investment criteria and offers strong growth prospects. The market will closely watch for any indications or rumors of such a target, as these can significantly impact the SPAC's share and warrant prices.
Once a definitive agreement (DA) is reached with a target company, RAC will announce the proposed merger. This is a critical milestone, as it provides investors with the first concrete details about the company they are effectively investing in. Following the DA, there will be a period of regulatory review and a shareholder vote. Investors will have the opportunity to either approve the merger or, in many cases, redeem their Class A shares for a pro-rata portion of the trust account, offering a downside protection mechanism.
The ultimate outcome is either a successful de-SPAC transaction, where the private company merges with RAC and becomes publicly traded, or, if no suitable target is found within the specified timeframe (typically 18-24 months from IPO), the SPAC will liquidate. Therefore, investors should closely monitor any merger announcements, the terms of the proposed transaction, and the timeline for completion, as these events will dictate the future value and trajectory of their investment in Rithm Acquisition Corp.
Financial Metrics
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Document Information
SEC Filing
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December 23, 2025 at 04:21 AM
This AI-generated analysis is for informational purposes only and does not constitute financial or investment advice. Always consult with qualified professionals and conduct your own research before making investment decisions.